A wholly-owned subsidiary is a company that is 100% owned and controlled by another company, known as the parent company. The parent company owns the common stock of the subsidiary and has full control over its operations, policies, and management. Despite this control, the subsidiary maintains its own legal status as a separate entity, with its own management structure, clients, and corporate culture. This structure allows the parent company to exert influence and coordination while keeping certain business functions and legal liabilities separate. From an accounting standpoint, the subsidiary remains a separate company, keeping its own financial records, assets, and liabilities. The financial results of the subsidiary are reported on the parent company's consolidated financial statement. The parent company can decide whether to report the investment in a subsidiary using the equity method or the consolidated method for its internal financial statements.
Characteristics | Values |
---|---|
Ownership | The parent company possesses a 100% equity stake in the wholly-owned subsidiary. |
Legal independence | The wholly-owned subsidiary typically retains its legal status as a separate entity. It may have its own board of directors and management team. |
Financial integration | The parent company and its wholly-owned subsidiary consolidate their financial statements and results for reporting purposes. The subsidiary keeps its own financial records and tracks its assets and liabilities. |
Control | The parent company controls the wholly-owned subsidiary's strategic direction, business operations, work culture, and policies, such as appointing key executives and managers. |
Risk and liability | The subsidiary is responsible for its own finances, legal obligations, and other liabilities. |
What You'll Learn
Wholly-owned subsidiaries have no minority shareholders
A wholly-owned subsidiary is a company that is 100% owned by another company, known as the parent company. The parent company owns the subsidiary's common stock and exerts complete control over its operations, policies, and management.
By nature, a wholly-owned subsidiary has no obligations to minority shareholders. The subsidiary is still a separate legal entity, with its own management structure, clients, and corporate culture. However, the subsidiary operates with the permission of the parent company, which may or may not have direct input into the subsidiary's operations and management.
The financial results of a wholly-owned subsidiary are reported on the parent company's consolidated financial statement. The parent company combines its financial statements with that of the subsidiary, and any transactions between the two must be recorded.
The parent company has full control over the subsidiary's assets, operations, and decision-making. This allows the parent company to exert influence and coordination while keeping certain business functions and legal liabilities separate.
A parent company may establish or acquire a foreign subsidiary to expand into new global markets. A wholly-owned subsidiary is a strategic way to operate in diverse geographic areas, markets, and industries with limited risk.
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They are controlled by the parent company
A wholly-owned subsidiary is a company that is 100% owned and controlled by another company, known as the parent company. The parent company owns the subsidiary's common stock and has complete control over its operations, policies, and management. This means that the parent company has full control over the subsidiary's assets, operations, and decision-making.
The parent company can influence and coordinate the subsidiary's strategic direction, business operations, work culture, and policies. This includes appointing key executives and managers, although the subsidiary may maintain its own management structure and corporate culture. The subsidiary is also likely to follow the parent company's data access and security directives, and the parent company will direct how the subsidiary's assets are invested.
Despite this control, a wholly-owned subsidiary remains a separate legal entity, with its own organised framework and administration. It will have its own financial records, bank accounts, assets, and liabilities. These must be reported on the parent company's consolidated financial statement, in accordance with accounting standards.
The parent company's complete ownership simplifies decision-making and control, allowing it to implement consistent company procedures and policies. This consolidation also fosters a unified work culture and aligns the operations of the parent company and its subsidiaries.
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They are independent legal entities
A wholly-owned subsidiary is a company that is 100% owned and controlled by another company, known as the parent company. Despite this control, a wholly-owned subsidiary remains an independent legal entity, with its own organised framework, management structure, clients and corporate culture.
The subsidiary is legally separate from the parent company, and this separation has a number of benefits. Firstly, it allows the parent company to diversify its product lines, streamline management and possibly reduce risk. Secondly, the subsidiary can engage in activities that the parent company cannot. For example, a non-profit parent company can create a for-profit subsidiary to raise revenue. The subsidiary will be subject to federal income taxes, but the parent company will retain its tax-exempt status.
The subsidiary's legal independence also means that it is responsible for its own finances, legal obligations and liabilities. This can protect the parent company from liabilities. For example, if the parent company sells explosives for mining purposes, transferring the business operations and intellectual property associated with the riskiest explosive to the subsidiary can protect the parent company's other assets from legal claims and damages.
The subsidiary's legal independence also means that it will have its own board of directors and management team. However, the two companies may share some executives or board members. The day-to-day operations of the subsidiary are likely to be directed by the parent company, which can result in a complicated relationship between the two.
From an accounting standpoint, the subsidiary remains a separate company, keeping its own financial records, bank accounts, assets and liabilities. However, the parent company combines its financial statements with those of the subsidiary. The subsidiary's financial data will be reported on the parent company's consolidated financial statement.
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They have their own financial records
A wholly-owned subsidiary is a company whose common stock is 100% owned by another company, known as the parent company. Despite being owned by another entity, a wholly-owned subsidiary is considered a separate legal entity and may maintain its own management structure, clients, and corporate culture.
From an accounting standpoint, a wholly-owned subsidiary keeps its own financial records and bank accounts and tracks its own assets and liabilities. This includes recording any transactions between the parent company and the subsidiary. Both the Generally Accepted Accounting Principles (GAAP) and the International Financial Reporting Standards (IFRS) require companies to report the financial data of their subsidiaries if the parent company is public. This information can be found in the parent company's consolidated financial statement.
The financial reporting process for subsidiaries involves consolidating financial statements, where the parent company combines its financial data with that of its subsidiaries. This provides a comprehensive view of the corporate entity's financial health and allows stakeholders to make informed decisions. To streamline this complex process, companies often use tools like SAP and Oracle Financials to ensure consistency and accuracy across different jurisdictions and accounting standards.
One challenge in financial reporting for subsidiaries is dealing with different currencies, especially for multinational corporations operating in multiple countries. Software solutions like Hyperion Financial Management can facilitate automated currency conversions, ensuring compliance with relevant accounting standards. Additionally, intercompany transactions between the parent company and its subsidiaries must be meticulously documented and eliminated during consolidation to avoid double-counting. Advanced accounting software like BlackLine can effectively manage these intercompany eliminations, providing a clear and accurate financial overview.
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They can be established in foreign markets
A wholly-owned subsidiary is a company whose common stock is 100% owned by another company. They can be established in foreign markets in a couple of different ways. One way is to acquire a controlling stake in an established company to sell its goods and services in the desired country. Another way is to set up a green-field investment, which involves creating a brand new subsidiary in another country from the ground up. This includes navigating the regulatory process, building manufacturing facilities, and training employees in that market.
When entering a foreign market, a parent company may be better off by putting up a regular subsidiary rather than any other type of entity. Even without legal barriers to entry, creating a regular subsidiary helps the parent tap into partners who already have the expertise and familiarity needed to function with local conditions. However, subsidiaries often come with increased legal and accounting work, which can make things more complicated for the parent company.
Any subsidiary established in a foreign market, whether regular or wholly owned, must follow the laws and regulations of the country in which it is incorporated. A wholly-owned subsidiary in a foreign market can be quite risky because the parent company must pay all the expenses required to set it up and operate it.
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Frequently asked questions
A wholly-owned subsidiary is a company that is 100% owned and controlled by another company, known as the parent company.
A subsidiary is a company that is majority-owned (more than 50%) by a parent company, whereas a wholly-owned subsidiary is 100% owned by the parent company.
There are several advantages to a wholly-owned subsidiary, including shared policies and processes that reduce costs, the ability to manage investment decisions, tax advantages, and protection from potential liabilities.
Some disadvantages of a wholly-owned subsidiary include the time and effort required to acquire or establish the subsidiary, the financial risks and costs associated with the acquisition, and a difficult transition period.
In parent company financial statements, investments in wholly-owned subsidiaries are presented as investments using the parent's proportionate share of the subsidiary. The financial statements of the parent company and the subsidiary are consolidated, and any overlapping factors are eliminated.